Press Release

Riverside Agrees To Sale of The Dwyer Group December 08, 2010

Firm Exits Franchise-Holding Company After Seven Years of Growth

December 8, 2010 – The Riverside Company has agreed to sell The Dwyer Group (Dwyer), a holding company of seven franchise businesses focused on residential and commercial services. Valued at approximately $150 million, the deal is expected to close before year-end. Barring unexpected changes, the transaction should return approximately 3x gross cash-on-cash to Riverside and its investors.

Based in Waco, Texas, Dwyer provides support and marketing under the following service marks: Aire Serv, Glass Doctor, The Grounds Guys, Mr. Appliance, Mr. Electric, Mr. Rooter (Drain Doctor in the UK and Portugal), and Rainbow International. Dwyer also owns and operates 37 glass shops in New England under the Portland Glass brand name.

Riverside and Dwyer built a strong and effective relationship during the hold period.

“The partnership with the Dwyer management lasted almost eight years and, during this time, the management-owners transformed the business in scale and capabilities; from the Board work, to the ultimate financial returns, to lifelong relationships we hope to retain with this very special team of executives. We feel very fortunate to have participated in this partnership,” said Riverside Principal Chip Walker.

Dwyer CEO and Chairperson Dina Dwyer-Owens echoed Walker’s remarks.

“On behalf of the entire team at The Dwyer Group, I express our heartfelt thanks to The Riverside Company for believing in our Code of Values, for investing in our business, for supporting the acquisition of additional franchise brands, for assisting us in the improvement and expansion of our corporate headquarters and for being the right partner at the right time,” said Dwyer-Owens.

Riverside purchased Dwyer in 2003 and worked with company management to accelerate growth through the 2004 add-on acquisition of Harmon Auto Glass, which grew Dwyer’s existing auto glass business, and a wide variety of organic expansion efforts. Highlights of Riverside’s hold period include the increase in franchisees from about 1,000 in 2003 to over 1,500 operating in seven countries today. This growth nearly doubled royalty revenues and more than doubled EBITDA during the hold period. Most recently, Dwyer launched the Ground Guys lawn care franchise concept to expand into a new service segment.

In February 2007, Riverside spun out current strong-performing platform Insurance Claims Management from Dwyer. That company had been acquired in the Harmon transaction.

Riverside’s deep experience with franchising businesses played a key role in driving growth at Dwyer. Riverside Outside Director Steve Siegel, the former Chair of the International Franchise Association, advises Riverside on its franchising deals and serves on the boards of several portfolio companies.

Managing Partners Stuart Baxter and Loren Schlachet worked with Walker on the transaction for Riverside, along with Vice President Scott Bogard.

Harris Williams & Co. advised Riverside on the pending sale of Dwyer to TZP Group, Madison Capital was the agent for senior financing for TZP, and Madison Capital and Babson Capital provided senior and mezzanine financing, respectively, on the original transaction. Jones Day provided legal counsel on the deal.

The Riverside Company (www.riversidecompany.com or www.riversideeurope.com)The Riverside Company is a global private equity firm focused on acquiring growing enterprises valued at up to $200 million (€200 million in Europe). The firm partners with strong management teams and enhances its investments through acquisitions and organic growth. Since its founding in 1988, Riverside has invested in 240 transactions with a total enterprise value of more than $5.4 billion/€4.4 billion. The firm’s portfolio in North America, Europe and the Asia Pacific region includes 70 companies with roughly 14,000 employees. Riverside completes acquisitions smoothly thanks to $3.4 billion/€2.7 billion in assets under management, more than 195 professionals in 19 offices, and longstanding relationships with partner lenders.